2021-2023 Law and Business Entrepreneurship Fellow

2021 Jacobson fellow

Sergio Alberto Gramitto Ricci

Sergio is the Jacobson Fellow at New York University School of Law. He specializes in corporate law, corporate governance, corporate theory, and legal personhood. His research investigates the nature and purpose of corporations as well as cutting-edge corporate governance and corporate law issues, with an emphasis on retail investors.

Sergio’s work has appeared in the Boston University Law Review, the Cornell Law Review, the Mississippi Law Journal, the Nevada Law Journal, the Ohio State University Law Journal Online, the Seattle University Law Review, and the Australian Journal of Corporate Law. It has also been featured in blogs and magazines, including the University of Chicago Business Law Review Blog (for which he co-authored the inaugural guest academic article), the CLS Blue Sky Blog (the Columbia Law School's Blog on Corporations and Capital Markets), TheCorporateCounsel.net, The FinReg Blog of the Global Financial Markets Center at Duke University School of Law, Forbes, the Harvard Law School Forum on Corporate Governance, the Machine Lawyering Blog of the Centre for Financial Regulation and Economic Development at the Chinese University of Hong Kong, and the Oxford Business Law Blog. In addition, Sergio co-authored the book Citizen Capitalism: How a Universal Fund Can Provide Influence and Income to All.

Sergio’s main strand of research investigates how models of share ownership and the corporate governance infrastructure determine the ability of average citizens to participate in the corporate sector. His work in this field has been trailblazing: not just examining structures but exploring different pathways to increase the participation of regular citizens in corporations’ decisions and profits. He has been investigating private ordering solutions as well as the opportunities arising from the fintech-driven resurgence of retail investors as a market game-changer. Retail investors are individuals who invest directly in financial markets such as the average citizen who invests a few hundred dollars in company shares. Sergio’s work analyzes the growth of retail investing both to investigate its normative implications and to describe how it increases the publicness of business corporations. The public dimension of corporations is critical to his scholarship as he is also concerned with the partly-private-partly-public nature of business corporations as it relates to the origins of the corporate form.

Prior to joining NYU, Sergio served as a visiting assistant professor of law at Cornell Law School, where he was also the assistant director of the Clarke Program on Corporations & Society, and held a tenure-track position at Monash University, in Australia. At Cornell Law School, Sergio taught the mainstream Business Organizations course as well as the seminars Comparative Corporate Governance and Corporations and Other Legal Persons and the class Law and Policy of Food Systems.

Research Interests

Corporate law, corporate governance, law and technology, history of corporations, ESG, corporations and society, legal personhood, and comparative law.

Teaching Interests

Primary Teaching Preferences: Business Associations, Contracts, Corporate Governance, M&A, Securities Regulation, Financial Regulation, Comparative Corporate Law, and Corporate Finance.

Secondary Teaching Preferences: Law and Technology, Comparative Legal Systems, Comparative Private Law, Food Law, and Roman Law.

Publications

Books

Citizen Capitalism: How A Universal Fund Can Provide Influence and Income to All (Berrett-Koehler Press, 2019) (with Lynn Stout & Tamara Belinfanti)   

Book Chapters

"Harnessing the Collective Power of Retail Investors," A Research Agenda for Corporate Law (Christopher M. Bruner & Marc Moore, Eds.) (Edward Elgar Publishing) (forthcoming) (with Christina M. Sautter) (invited book chapter)

Articles and Other Law Journal Contributions

"The Corporate Forum," 102 B.U.L. Rev. 1861 (2022) (with Christina M. Sautter) (invited response)

"The Educated Retail Investor: A Response to “Regulating Democratized Investing,” Ohio St. L.J. Online (forthcoming) (with Christina M. Sautter) (invited response)

"Sacred Corporate Law," 45 Seattle U. L. Rev. 413 (2021) (with Mohamed Arafa and Giancarlo Anello) (invited Article—Berle XII Symposium)

The Wireless Investors Movement", U. Chi. Bus. L. Rev.: Online Edition (2022) (with Christina M. Sautter) (invited) (inaugural guest academic article)

"Corporate Governance Gaming: The Collective Power of Retail Investors", 22 Nev. L.J. 51 (2021) (with Christina M. Sautter)

"Artificial Agents in Corporate Boardrooms," 105 Cornell L. Rev. 869 (2020)

"Archeology, Language, and Nature of Business Corporations," 89 Miss. L.J. 43 (2019)

"Corporate Governance as Privately-Ordered Public Policy: A Proposal," 41 Seattle U. L. Rev.

551 (2018) (with Lynn Stout) (invited Article—Berle IX Symposium)

The Abstract Void in Practice: Has the Statutory Business Judgment Rule Changed the ‘Acoustic Separation’ Between Conduct and Decision Rules for Directors’ Duty of Care?, 31 Austl. Corp. L.J. 107 (2016) (with Jake Miyairi)

Education

BOCCONI UNIVERSITY, MILAN, ITALY
Ph.D. in Law of Business and Commerce, April 2015. Full Fellowship (Ph.D. Advisor: Lynn Stout)
Dissertation on the origins and attributes of corporations with emphasis on the rationales of delegated management. 

UNIVERSITY OF MILAN, MILAN, ITALY
Laurea Magistrale in Law (J.D. equivalent), 110 e lode (summa cum laude equivalent), October 2009
Thesis on tracking stocks in the U.S. and in Italy.

UNIVERSITY OF MILAN, MILAN, ITALY
Legal Sciences, November 2007